MANILA,November 19, 2005(STAR) By
Mary Ann Ll. Reyes - Years after the failed Gokongwei Group’s takeover bid,
Philippine Long Distance Telephone Co. (PLDT) chairman Manuel V. Pangilinan
faces once again an extremely tough dilemma – this time over how to keep his
management team at Smart Communications, Inc. from falling apart.

Smart Communications has just announced the resignation of two of its top
officials, citing personal reasons. But there is more to the news than meets the
eye, highly placed sources told The STAR yesterday.

Peter Lawrence, Smart’s chief financial adviser will retire by June 2006
while Anastacio ‘Boy’ Martirez, head of the personal Communications and Mobile
Services Division will retire by September, Smart said in an official statement.

Anabelle Chua, senior vice president and treasurer of PLDT, has been
designated as Smart’s chief financial officer. Chua will continue to serve as
PLDT treasurer and, according to the company, her dual role will enhance the
coordination of the finance and treasury functions of PLDT and Smart.

Menardo Jimenez Jr., PLDT senior vice president and retail business group
head, has been designated officer-in-charge of Smart’s marketing and sales
group, including customer care. He will continue to head PLDT’s retail business
group in a concurrent capacity.

PLDT and Smart president Napoleon Nazareno said: "Boy Martirez and Peter
Lawrence have done an exemplary job at Smart and have been a significant part of
its tremendous success. All of us are hugely indebted to their respective
contributions, and it is only appropriate for us to acknowledge publicly our
deep gratitude for their years of invaluable service."

But sources revealed that Lawrence, who has been acting as Smart’s chief
finance officer, was fired by no less than Pangilinan after he finally crossed
the line.

"It was just a matter of time before Peter Lawrence was kicked out. He in
several instances undermined MVP’s authority," a highly placed source said.

Two of Smart’s top marketing executives Alex Caeg and Brenda Dichoso earlier
resigned, reportedly after they had had it with Lawrence’s arrogant ways.

As for Martirez‚ resignation, he has decided to keep mum. Martirez is
recognized in the telecommunications industry as having brought Smart to where
it is now, as the leading mobile phone service operator. However, there have
been reports that Martirez has not been seeing eye-to-eye with Nazareno on many
issues for sometime now.

The drama, however, is just starting to unfold. According to sources, Smart’s
top management is now divided into two opposing forces and it is now up to
Pangilinan to decide how to keep his best generals from leaving.

Pangilinan has reportedly offered one of them to lead Del Monte instead. It
will be recalled that First Pacific earlier agreed to purchase from Italy’s
Cirio a 40 percent stake in Del Monte Pacific, the Philippines-based food
company, and will move to control the whole company after the launch of a tender
offer.

First Pacific has said that it would pay $163.3 million for 40 percent of Del
Monte Pacific. The sale marks the last significant disposal of assets from
Cirio, the Italian food company.

Pangilinan, First Pacific managing director, has pointed out that the
acquisition will help tap into the huge markets of India and China. "The
opportunity to expand is there. About 60 percent of its revenues are
export-driven so if we can expand that, that will be good. It recently invested
in India carrying the Del Monte brand and China through a company called Great
Lakes. Both are start-ups and unexploited,"he said.

But even if a deal is signed with Cirio, the Lorenzo group which owns a
21-percent stake in Del Monte has an option to match the offer, although it is
highly doubtful that such an offer will be made.

If Cirio accepts First Pacific’s offer, First Pacific will be required under
Singapore laws to buy the rest of Del Monte at the same price. Under Singapore
rules, investors accumulating more than 30 percent of publicly listed companies
are required to make a takeover bid. Besides the Lorenzo family, First Pacific
will have to convince the Government of Singapore Investment Corp., which holds
about six percent of Del Monte, to sell, its shareholding.